Vodafone, Wind place joint bid for ForthNet

Greek alternative fixed line operator ForthNet released a statement yesterday to the Hellenic Capital Market Commission and the Athens Stock Exchange, confirming that Vodafone Group (the UK-based owner of cellco Vodafone Greece) and full-service Greek operator Wind Hellas have submitted a joint non-binding indicative proposal to ForthNet’s board of directors for the acquisition of all shares in the company at an indicative and conditional price in the range of EUR1.70-EUR1.90 (USD2.30-USD2.57) per share. The initial proposal does not constitute a formal tender offer, but does include the terms and conditions (including performance of financial and legal due diligence, and conduct of exclusive negotiations), the satisfaction of which could potentially lead to the submission of a tender offer to ForthNet’s shareholders, which would have the support of the company, the statement noted. Wind and Vodafone currently hold equal shares in ForthNet of 19.75% each, and are aiming to buy out the target company’s largest shareholder Emirates International Telecommunications (EIT), which owns a roughly 45% stake via holding company Forgendo, itself part-owned via EIT’s Maltese subsidiary GO Telecom.

ForthNet’s statement added that there have been ‘no significant developments’ pursuant to the recent non-binding proposal from Greek incumbent telco OTE for the acquisition of ForthNet’s ‘Nova’ satellite TV business. The proposal from OTE had led to expectations of a bidding war for ForthNet/Nova between OTE and Wind/Vodafone.

In related developments, GO Telecom released a statement on its Maltese website that it has opted to exercise its option of converting into equity the interest free loan which GO made available to Forgendo in January 2014 and which was used by Forgendo in its participation in the share capital increase in ForthNet (a rights issue which ran from 10 December 2013 to 3 January 2014 and allowed Forgendo [EIT] to retain control of ForthNet).